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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): APRIL 20, 2001
COMMISSION FILE NO. 0-23521
MKS INSTRUMENTS, INC.
(Exact name of Registrant as specified in its Charter)
MASSACHUSETTS 04-2277512
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
SIX SHATTUCK ROAD, ANDOVER, MASSACHUSETTS 01810
(Address of principal executive offices) (Zip Code)
(978) 975-2350
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
SUPPLEMENTAL CONSOLIDATED FINANCIAL STATEMENTS OF MKS INSTRUMENTS, INC. AND
APPLIED SCIENCE AND TECHNOLOGY, INC.
On January 26, 2001, MKS Instruments, Inc. (the "Company") completed its
previously-announced merger with Applied Science and Technology, Inc. ("ASTeX")
by exchanging approximately 11,200,000 shares of its common stock for all of the
common stock of ASTeX. Each share of ASTeX was exchanged for 0.7669 shares of
the Company's common stock.
The supplemental consolidated financial statements filed herewith have been
prepared accounting for the merger using the pooling of interests method of
accounting. Upon publication of the Company's financial statements for a period
which includes January 26, 2001, these supplemental consolidated statements will
become the historical financial statements of the Company.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
EXHIBIT
NUMBER TITLE
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23.1 Consent of PricewaterhouseCoopers LLP
23.2 Consent of KPMG LLP
99.1 Supplemental Consolidated Financial Statements of MKS
Instruments, Inc. as of December 31, 2000 and 1999 and for
the years ended December 31, 2000, 1999 and 1998 and Report
of Independent Accountants thereon.
99.2 Management's Discussion and Analysis of Financial Condition
and Results of Operations Reflecting the Merger of MKS
Instruments, Inc. and Applied Science and Technology, Inc.
-- December 31, 2000
99.3 Schedule II -- Valuation and Qualifying Accounts for MKS
Instruments, Inc.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MKS INSTRUMENTS, INC.
/s/ Ronald C. Weigner
Ronald C. Weigner
Vice President and Chief Financial
Officer
Dated: April 20, 2001